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Page 1: CATALYST EQUITY RESEARCH REPORT - Catalyst Equity... · Activist Investor: Elliott Associates Investor Info Catalyst Info Shares Catalyst:58,556,969 On February 28, 2017 Elliott increased

CATALYST EQUITY RESEARCH REPORT ™ Weekly Research Highlighting Activist Investments

Subscribe to receive this FREE Report emailed weekly.

www.hedgerelations.com/research.html

Page 2: CATALYST EQUITY RESEARCH REPORT - Catalyst Equity... · Activist Investor: Elliott Associates Investor Info Catalyst Info Shares Catalyst:58,556,969 On February 28, 2017 Elliott increased

Hedge Fund Solutions, LLC © 2003 – 2017 Page 2 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

HIGHLIGHTING ACTIVIST INVESTMENTS

Week Ending March 3, 2017

SYMBOL COMPANY INVESTOR

ABCO Advisory Board Company Elliott Associates

ARNC Arconic, Inc. Elliott Associates

EEI Ecology & Environment Mill Road Capital

FRGI Fiesta Restaurant Group JCP Investment Management

PCF Putnam High Income Securities Bulldog Investors

QTM Quantum Corp VIEX Capital

RMTI Rockwell Medical, Inc. Richmond Brothers

SEAC SeaChange International VIEX Capital

SGF Aberdeen Singapore Fund Bulldog Investors

SWZ Swiss Helvetia Fund Bulldog Investors

TNGO Tangoe, Inc. Marlin Management

WNEB Western New England Bancorp Clover Partners

HEDGE FUND SOLUTIONS (HFS) provides investment research, strategy and stakeholder communications consulting to companies and

investors interested in, or involved with, shareholder activist campaigns. Since 2001 HFS has become the trusted advisor to numerous

institutional investors, CEOs and board members worldwide. HFS also administers The Official Activist Investing Blog™, the definitive source for activist shareholder information.

Catalyst Investment Research™ is a portfolio of activist investing research products that combine company-specific shareholder activism research with deep value investment analysis and access to industry insiders.

HEDGE FUND SOLUTIONS’ PORTFOLIO OF ACTIVIST INVESTING RESEARCH INCLUDES:

Daily Email Alerts

Weekly Summary of Activist Investments

Quarterly Buying Analysis of Top 50 Activist Investors

Company-Specific Shareholder Activism Analysis (combining shareholder activism & deep value company analysis)

Special Reports on Activist Investing

400+ Page Shareholder Activism Report & Regularly Updated Shareholder Activism Resource Portal

To Learn More: Download a brochure http://www.hedgerelations.com/CIR/CIR%20Brochure.pdf

Page 3: CATALYST EQUITY RESEARCH REPORT - Catalyst Equity... · Activist Investor: Elliott Associates Investor Info Catalyst Info Shares Catalyst:58,556,969 On February 28, 2017 Elliott increased

Hedge Fund Solutions, LLC © 2003 – 2017 Page 3 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

The Advisory Board Company (ABCO)

Activist Investor: Elliott Associates

Investor Info Catalyst Info

Shares 988,500 Catalyst: On March 2, 2017 ABCO entered into a settlement agreement and non-disclosure agreement with Elliott with

regards to ABCO potential sale and to end Elliott's threatened proxy contest.

https://www.sec.gov/Archives/edgar/data/904495/000101359417000228/advisoryex991-022717.htm

Comment: We initially covered ABCO on January 11, 2017 when Elliott disclosed an 8.3% stake in ABCO through stock

(2.5%) and options (5.8%)

On February 6, 2017 ABCO announced plans to explore strategic alternatives

On February 9 2017 Elliott disclosed it has increased its stock ownership from 2.5% to 4.1% while still

maintaining an overall economic exposure of 8.3% (i.e. 4.2% options)

Legal counsel to Elliott Associates

% Outstanding 2.5%

Cost Basis Not Avail

Company Info

Share Price 45.30

Revenue 803M

Market Cap 1.8B

Enterprise Value 2.3B

Net Cash -495M

EBITDA 155M

52 wk. range 24.85 – 51.23

EV/EBITDA 14.9

Continue to Next Page

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 4 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Arconic, Inc. (ARNC)

Activist Investor: Elliott Associates

Investor Info Catalyst Info

Shares 58,556,969 Catalyst: On February 28, 2017 Elliott increased its ownership (through stock and options) to 13.3%

On March 1, 2017 Elliott revised its shareholder presentation (currently version 5) to correct previous errors

On March 2, 2017 Arconic added a new board member and issued a letter to shareholders from the independent

directors reinforcing its support for the CEO.

https://www.sec.gov/Archives/edgar/data/4281/000119312517067864/d277477ddefa14a.htm

Comment: We initially covered ARNC on November 4, 2016 when Elliott disclosed a combined economic exposure to 9%

of ARNC and stated that, following the recent separation from Alcoa, the stock is dramatically undervalued.

On November 15, 2016 Elliott increased its economic exposure from 9% to 10% including Stock, currently

exercisable Options and other Derivatives.

On December 8, 2016 Elliott increased its economic exposure from 10% to 11.1%. On January 25, 2017 Elliott

increased its economic exposure in ARNC to 12.0% (10.3% stock and 1.7% derivatives)

On February 1, 2017 Elliott sent a letter to shareholders detailing its dialogue with the company to-date,

explaining the need for change, outlining the scope of opportunity, introducing its candidate for CEO, and

introducing its five nominees

https://www.sec.gov/Archives/edgar/data/4281/000092189517000133/dfan14a10168012_02012017.htm

On February 8, 2017 ARNC launched a website to communicate with shareholders regarding the 2017 annual

meeting www.arconic.com/global/en/investors/annual-meeting.asp; ARNC issued a press release from its

independent directors unanimously supporting the company's CEO. ARNC also issued a press release

questioning Elliott's grasp of its business, highlighting Elliott's shifting data and valuation. Elliott sent a letter

to the board questioning the CEO's track record.

On February 13, 2017 Elliott issued a press release renewing its call for Arconic's board to act in light of

shareholder support.

https://www.sec.gov/Archives/edgar/data/4281/000092189517000317/dfan14a10168012_02132017.htm

On February 21, 2017 Elliott updated its proxy contest website www.NewArconic.com with additional

information about its preferred CEO candidate

On February 23, 2017 Elliott sent a letter to the independent directors of Arconic laying out the track record of

its preferred CEO candidate

https://www.sec.gov/Archives/edgar/data/4281/000092189517000468/dfan14a10168012_02232017.htm

Legal counsel to Elliott Associates

% Outstanding 13.3%

Cost Basis Not Avail

Company Info

Share Price 28.09

Revenue 21B

Market Cap 12.4B

Enterprise Value 19.1B

Net Cash -6.3B

EBITDA 1.5B

52 wk. range 16.75 – 30.69

EV/EBITDA 12.6

Continue to Next Page

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 5 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Ecology & Environment, Inc. (EEI)

Activist Investor: Mill Road Capital

Investor Info Catalyst Info

Shares 463,072 Catalyst: On March 2, 2017 Mill Road filed its preliminary proxy statement seeking to elect two new directors to the

board https://www.sec.gov/Archives/edgar/data/809933/000119312517066030/d321735dprec14a.htm

Comment: We initially covered EEI on July 23, 2015 when Mill Road indicated a willingness to purchase EEI for $13-$14

per share.

On October 28, 2016 Mill Road nominated two individuals for election to the board.

https://www.sec.gov/Archives/edgar/data/809933/000119312516751825/d269893dex4.htm

% Outstanding 15.45%

Cost Basis Not Avail

Company Info

Share Price 9.85

Revenue 101M

Market Cap 42M

Enterprise Value 31M

Net Cash 12M

EBITDA 4M

52 wk. range 8.75 – 10.70

EV/EBITDA 7.0

Fiesta Restaurant Group (FRGI)

Activist Investor: JCP; Bandera; Radoff; Schechter (the “Investment Group”)

Investor Info Catalyst Info

Shares 2,272,162 Catalyst: On February 28, 2017 JCP disclosed it has increased its ownership from 7.1% to 8.5%

Comment: We initially covered FRGI on September 16, 2016 when several investment funds formed a group with an

aggregate 6.2% ownership and disclosed their belief that significant operational and strategic opportunities

are available to enhance value.

On October 17, 2016 FRGI sent a response to the Investors' request to settle a potential proxy contest by

adding two new directors and the declassification of the board. In the letter, FRGI said that entering into any

settlement negotiations at this time is inappropriate.

https://www.sec.gov/Archives/edgar/data/1461945/000119380516004114/e615492_ex99-1.pdf

On January 30, 2017 JCP announced plans to nominate three directors to the board

https://www.sec.gov/Archives/edgar/data/1461945/000119380517000070/e615699_ex99-1.htm

On February 9, 2017 JCP issued a press release announcing that the former CEO of Carrols, which owned

Fiesta through 2012, has endorsed JCP's efforts to elect three new directors to the board

https://www.sec.gov/Archives/edgar/data/1461945/000092189517000253/dfan14a08569030_02092017.htm

Legal counsel to the Investment Group

% Outstanding 8.5%

Cost Basis Not Avail

Company Info

Share Price 19.80

Revenue 712M

Market Cap 529M

Enterprise Value 598M

Net Cash -69M

EBITDA 87M

52 wk. range 19.40 – 38.54

EV/EBITDA 6.9

Continue to Next Page

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 6 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Putnam High Income Securities (PCF)

Activist Investor: Bulldog Investors

Investor Info Catalyst Info

Shares 1,497,930 Catalyst: Bulldog sent a letter to PCF nominating 7 candidates for election to the board and also submitted a proposal for

shareholders to vote to authorize a self-tender offer close to Net Asset Value, and if more than 50% of

shareholders tender, then open-end the fund.

Comment: We initially covered PCF on February 3, 2017 when Bulldog disclosed a 10.77% stake and announced they

were in talks with the company about ways enhance value.

% Outstanding 11.27%

Cost Basis Not Avail

Company Info

Share Price 8.62

Revenue N/A

Market Cap 132M

Enterprise Value N/A

Net Cash N/A

EBITDA N/A

52 wk. range 7.18 – 8.79

EV/EBITDA N/A

Continue to Next Page

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 7 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Quantum Corp. (QTM)

Activist Investor: VIEX Capital

Investor Info Catalyst Info

Shares 29,531,722 Catalyst: On March 2, 2017 QTM entered into a settlement with VIEX to decrease the size of the board from nine to

seven members and mutually agreed upon the seven candidates up for election at the annual meeting.

https://www.sec.gov/Archives/edgar/data/709283/000120677417000663/quantum3220611-ex101.htm

Comment: We initially covered QTM in our November 2, 2014 Catalyst Research Report, highlighting Starboard’s

15.90% (via stock and convertible debt) “active” stake and announced plans to engage with the Company

regarding board representation.

Starboard subsequently increased its “active” ownership stake in QTM from 15.9% to 16.4%

On May 15, 2013 QTM entered into a settlement agreement with Starboard in which it increased the size of the

board from 8 to 9 and added a Starboard rep. QTM also added 1 rep from Private Capital Management (an

8.25% shareholder)

On May 9, 2014 Starboard nominated 6 individuals for election to the QTM board

On July 29,2014 QTM entered into a settlement with Starboard agreeing to give them 4 of 9 board seats.

On May 6, 2015 Jeff Smith from Starboard resigned from the board. Starboard exercised its replacement

rights and appointed a new representative.

On December 28, 2015 VIEX Capital disclosed a 5.5% "active" stake in QTM

On January 21, 2016 VIEX increased its ownership to 7.8%; On February 2, 2016 VIEX increased its

ownership to 9.9%

On April 28, 2016 VIEX sent a letter to QTM announcing plans to nominate director candidates to the board.

On June 2, 2016 VIEX increased its ownership from 9.9% to 11.2%; On June 6, 2016 VIEX nominated five

candidates for election to QTM's board

http://www.sec.gov/Archives/edgar/data/709283/000101359416001085/quantumdfan14a-060616.htm

On September 27, 2016 QTM entered into a settlement with VIEX, granting board observer rights to two of

VIEX's nominees. https://www.sec.gov/Archives/edgar/data/709283/000120677416007244/quantum2935539-

ex101.htm

On December 6, 2016 QTM extended the board observation rights for VIEX's two representatives until

February 1, 2017

On February 6, 2017 VIEX nominated 5 to the board and issued a press release outlining the reasons for its

proxy contest.

https://www.sec.gov/Archives/edgar/data/709283/000101359417000103/quantumex99-020617.pdf

Proxy Solicitor to Quantum

Legal counsel to Starboard Value

% Outstanding 11.0%

Cost Basis 0.70

Company Info

Share Price 0.95

Revenue 505M

Market Cap 260M

Enterprise Value 374M

Net Cash -113M

EBITDA 27M

52 wk. range 0.35 – 1.08

EV/EBITDA 14.1

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 8 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Rockwell Medical, Inc. (RMTI)

Activist Investor: Richmond Brothers

Investor Info Catalyst Info

Shares 6,100,000 Catalyst: On March 2, 2017 Richmond Brothers nominated two candidates for election to the board and issued a press

release outlining its reasons why.

https://www.sec.gov/Archives/edgar/data/1041024/000092189517000548/ex991to13da111265002_030217.htm

Legal counsel to Richmond Brothers

% Outstanding 11.9%

Cost Basis Not Avail

Company Info

Share Price 6.00

Revenue 54M

Market Cap 309M

Enterprise Value 251M

Net Cash 58M

EBITDA -20M

52 wk. range 3.55 – 10.58

EV/EBITDA Negative

SeaChange International (SEAC)

Activist Investor: VIEX Capital

Investor Info Catalyst Info

Shares 3,875,956 Catalyst: On February 28, 2017 VIEX increased its ownership from 8.3% to 11.0%

Comment: We initially covered SEAC on April 9, 2010 highlighting Starboard Value’s (named Ramius Group at the time)

announcement that it had nominated two individuals for election to the board at the 2010 annual meeting. On

June 3, 2009 SEAC entered into a settlement agreement with Starboard. Under the terms of the agreement

SEAC agreed to appoint two new directors to an expanded board of eight members.

On September 14, 2010 Starboard sent a letter to the board of directors expressing its disappointment and

concern regarding poor margin performance in the Company’s core software business and their decision to

continue to operate non-core businesses despite having received several offers. In the letter, Starboard

demanded the board immediately engage a nationally-recognized investment bank to explore all strategic

options to maximize value for shareholders.

On December 16, 2010 SEAC entered into a new settlement agreement with Starboard. Under the terms of this

agreement SEAC agreed to appoint one more individual from Starboard to the 8 member board. In addition,

SEAC agreed to immediately establish an independent committee (called the Independent Advisory Committee)

composed of four independent directors and to be chaired by Starboard’s nominee. According to the settlement

agreement, “The responsibilities of the Advisory Committee will be set forth in the Advisory Committee’s

charter, the provisions of which will be mutually agreeable to the Company and the [Starboard] Group.”

Starboard no longer owns SEAC

On September 29, 2014 Roumell Asset management sent a letter to the board suggesting the Company increase

its buyback program http://www.sec.gov/Archives/edgar/data/1019671/000159677014000060/exhibit7-02.htm

On January 28, 2015 Roumell reduced its ownership from 6.2% to 5.5% and sent a letter to the board

supporting the new CEO, its cash-rich balance sheet, and its focus on rationalizing its R&D budget.

On September 12, 2016 VIEX disclosed a 5.5% ownership stake

On November 15, 2016 VIEX increased its ownership from 5.5% to 7.3%

On November 23, 2016 VIEX disclosed it has increased its ownership from 7.3% to 8.3%

Legal counsel to VIEX Capital

% Outstanding 11.0%

Cost Basis 2.64

Company Info

Share Price 2.50

Revenue 87M

Market Cap 88M

Enterprise Value 56M

Net Cash 32M

EBITDA -18M

52 wk. range 2.05 – 5.98

EV/EBITDA Negative

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 9 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Aberdeen Singapore Fund (SGF)

Activist Investor: Bulldog Investors

Investor Info Catalyst Info

Shares Not Avail Catalyst: Bulldog said SGF continues to trade at a wide discount (currently more than 16%) from NAV and believes the

board should consider conducting a self tender offer at or close to NAV, converting to an ETF, merging into an

open-end fund, or dissolving.

% Outstanding Not Avail

Cost Basis Not Avail

Company Info

Share Price 10.07

Revenue N/A

Market Cap 77M

Enterprise Value N/A

Net Cash N/A

EBITDA N/A

52 wk. range 8.61 – 10.14

EV/EBITDA N/A

Swiss Helvetia Fund (SWZ)

Activist Investor: Bulldog Investors

Investor Info Catalyst Info

Shares 2,017,198 Catalyst: On February 28, 2017 Bulldog submitted several shareholder proposals seeking to amend the company's bylaws

to simplify the ability of shareholders to nominate directors

Comment: On August 8, 2013Bulldog announced it intended to propose that SWZ shareholders be afforded an opportunity

to realize NAV for their shares by conducting a large self-tender offer at close to NAV, or converting the Fund

to an ETF -- which will trade in a narrow range around NAV. Bulldog also may seek to elect Directors and/or

terminate the Fund's advisory agreement. At that time, SWZ traded at a -13.73% to its Net Asset Value.

On September 23, 2016 Bulldog sent a letter to the Board urging them to open-end or liquidate the fund.

On October 25, 2016 Bulldog announced it is soliciting shareholders to call a special meeting to declassify the

board and close the discount to net asset value by authorizing a self-tender offer and/or open-end the fund.

On October 31, 2016 Bulldog sent a letter to SWZ stating that shareholders controlling 25.4% of the shares are

requesting a special meeting to vote to (a) declassify the board and (b) authorize a self-tender offer at or close

to NAV

On December 19, 2016 Bulldog demanded the board explain why it appointed a new member for a three year

term just a few hours after last year's annual meeting (instead of seeking shareholder approval). That

individual subsequently died and the vacant position was filled by a replacement director. Bulldog also

demanded the replacement director stand for election at the 2017 annual meeting.

https://www.sec.gov/Archives/edgar/data/813623/000150430416000226/thirda.txt

On December 22, 2016 Bulldog submitted a shareholder proposal seeking support to authorize a self-tender

offer at, or close to, NAV. If more than 50% of shareholders tender, the board would be required to liquidate

the fund.

On February 16, 2017 Bulldog disclosed it has increased its ownership to 7.16%

% Outstanding 7.16%

Cost Basis Not Avail

Company Info

Share Price 11.11

Revenue Not Avail

Market Cap Not Avail Enterprise Value Not Avail Net Cash Not Avail EBITDA Not Avail 52 wk. range 9.75 – 11.12

EV/EBITDA Not Avail

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 10 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

Tangoe, Inc. (TNGO)

Activist Investor: Marlin Partners

Investor Info Catalyst Info

Shares 4,094,599 Catalyst: On March 1, 2017 Marlin revised its offer to acquire TNGO from $7.50/sh to formally offer $6.50/sh in

response to the company's request of final bids.

https://www.sec.gov/Archives/edgar/data/1182325/000090266417001349/p17-0781corresp.htm

Comment: We initially covered TNGO on November 16, 2015 when Vector Capital disclosed a 10.05% stake for $7.33/sh

On November 30, 2015 Clearlake Capital disclosed an 8.5% "active" stake in TNGO

On January 8, 2016 Clearlake increased its ownership to 11.77%

On January 19, 2016 Clearlake increased its ownership to 12.96% at an avg. $7.69/share

On March 7, 2016 TNGO announce it will restate FY 2013, 2014 and 3 quarters of 2015

On March 18, 2016 Marlin Capital disclosed a 7.6% "active" stake in TNGO

On March 22. 2016 Clearlake Capital increased its ownership from 12.96% to 15.95%

On April 14, 2016 Clearlake increased its ownership from 15.95% to 19.0%

On September 9, 2016 TNGO and Clearlake entered into a confidentiality agreement for the purpose of

examining a potential larger investment in the company.

https://www.sec.gov/Archives/edgar/data/1182325/000119312516706454/d257136dex992.htm

On December 29, 2016 Marlin Partners (10.4%) offered to acquire TNGO for $7.50/share in cash.

On December 30, 2016 Clearlake Capital (14.78%) and Vector Capital (9.85%) teamed up and offered to

acquire TNGO for $7.00 per share.

https://www.sec.gov/Archives/edgar/data/1182325/000119312517000265/d322988dex3.htm

Legal counsel to Marlin Partners

% Outstanding 10.4%

Cost Basis See Notes

Company Info

Share Price 6.04

Revenue 219M

Market Cap 338M

Enterprise Value 211M

Net Cash 32M

EBITDA 10M

52 wk. range 5.32 – 10.39

EV/EBITDA 21.8

Western New England Bancorp (WNEB)

Activist Investor: Clover Partners

Investor Info Catalyst Info

Shares 1,704,688 Catalyst: Clover disclosed a 5.6% stake in WNEB % Outstanding 5.6%

Cost Basis 6.80

Company Info

Share Price 10.50

Revenue 44M

Market Cap 160M

Enterprise Value 511M

Net Cash -227M

EBITDA N/A

52 wk. range 7.35 – 10.65

EV/EBITDA N/A

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 11 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

CONTACT INFORMATION:

Hedge Fund Solutions, LLC

Damien J. Park

Tel. +1 215.325.0514

[email protected]

FREE Subscription to the weekly report:

http://www.hedgerelations.com/research.html

or Email: [email protected]

The Catalyst Equity Research Report™ is a general circulation weekly. Hedge Fund Solutions and/or its

affiliates (the “Firm”) may have a consulting relationship with the companies featured in this report (the

“Companies”). The Firm may also actively trade in the securities of the Companies for its own account. At

any time, the Firm, funds it manages and/or its employees or their family members may have a long or short

position in registered or non-registered securities or in options on any such security of any company mentioned in this report.

The information contained in this report is not a complete analysis of every material fact with respect to the company, industry, or security and is not an offer or solicitation to buy or sell any security. Although

opinions and estimates expressed in this report reflect the current judgment of the Firm, the information

upon which such opinions and estimates are based is not necessarily updated on a regular basis. In addition, opinions are subject to change without notice. The Firm from time to time may perform consulting services

for companies mentioned in this report and may occasionally possess material, nonpublic information

regarding such companies. This information is not used in the preparation of this report. Facts and other information contained in this report have been obtained from the public sources considered reliable but are

not guaranteed in any way.

GUIDANCE FOR HIGH-STAKES CORPORATE SITUATIONS

Spotlight Advisors is focused on helping boards and investors with complex corporate situations. Our team of

seasoned professionals are from the most respected investment banks, law firms, investment advisory and strategic

communications practices in the country. We have experience with many varieties of corporate challenges,

including:

Principal advisors in dozens of activist situations, both for companies and investors.

Hostile takeover defense and M&A activism offense and defense

Management buyouts, valuations, high profile litigation, succession planning, complex governance issues

Clients range from Fortune 100 to small-cap companies and from large institutional investor to family

offices

Contact:

Damien Park, Managing Director

Email: [email protected]

Tel: +1 215.325.0514

509 Madison Avenue, Suite 1608

New York, NY 10022

www.spotlightadvisors.com

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 12 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

PLATINUM SPONSORS – Legal Advisers

Olshan Frome Wolosky LLP is a law firm dedicated to providing personal service tailored to the specific

requirements and concerns of the firm’s clients. Olshan is widely recognized as a preeminent law firm in the activist

strategy area, and represents experienced activist investors, funds new to the activist area, as well as other

investment and hedge funds. Olshan has extensive experience advising clients in a wide range of activist strategies,

from private negotiations with management to public, high profile proxy contests, including expertly and efficiently

handling litigation relating to activist matters. We also specialize in mergers and acquisitions and hostile takeovers,

with extensive expertise in these matters. Olshan’s highly regarded attorneys provide a full range of legal services

and are uniquely positioned to provide expert advice regarding the complicated and nuanced legal issues facing

activist investors today.

Contact:

Steve Wolosky, Partner

Email: [email protected]

Tel: +1 212.451.2333

Schulte Roth & Zabel LLP (SRZ), renowned for its shareholder activism practice, has served as longtime counsel

to influential activists and has been involved in some of the highest-profile campaigns facing the business world in

recent years. With over 375 lawyers in offices in New York, Washington, D.C., and London, SRZ has a long history

of serving private equity and hedge fund clients. In 2014, SRZ expanded its shareholder activism practice into the

United Kingdom, where the firm has had a London office since 2002. Serving both activist-only and occasional

activists, the firm has unparalleled expertise in the applicable corporate laws, securities laws and proxy rules on both

sides of the Atlantic. SRZ lawyers also handle investigations and litigations arising out of activists' activities.

Contact:

Marc Weingarten, Partner and Co-chair of SRZ's global Shareholder Activism Group

Email: [email protected]

Tel: +1 212.756.2280

Eleazer Klein, Partner and Co-chair of SRZ's global Shareholder Activism Group

Email: [email protected]

Tel: +1 212.756.2376

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Hedge Fund Solutions, LLC © 2003 – 2017 Page 13 of 13

HEDGE FUND SOLUTIONS CATALYST EQUITY RESEARCH REPORT ™

PLATINUM SPONSORS – Proxy Advisors

Innisfree M&A Incorporated is a full service proxy solicitation/investor relations firm providing clients with

sound tactical and strategic advice and results-oriented implementation in proxy and consent solicitations (whether

friendly or contested), tender and exchange offers, mergers, rights offerings, strategic restructurings and other

domestic and cross-border transactions requiring action by public security-holders. We provide expert consulting

services on a wide range of matters, including executive compensation proposals, corporate governance issues and

investor relations.

Innisfree’s reputation derives from our success in complex and/or contested situations. Key to that success is our

ability to track, identify and understand the shifting dynamics of a company’s security-holder base and provide

battle-tested advice based on that information. We are convinced, and our unrivaled record demonstrates, that this

refined, analytical based approach enables us to deliver the extraordinary results our clients expect.

Contact:

Arthur Crozier, Co-Chairman

Email: [email protected]

Tel: +1 212.750.5837

MacKenzie Partners, Inc. is a full-service proxy solicitation, investor relations and corporate governance

consulting firm specializing in mergers-and-acquisitions related transactions. The firm has offices in New York

City, Los Angeles, Palo Alto and London.

MacKenzie's services include corporate governance consulting, security holder solicitations, information agent

services for tender and exchange offers, beneficial ownership identification, market surveillance and associated

financial, investor and media relations services. We work in close partnership with our client's attorneys, investment

bankers and other consultants, providing advice and counsel at each stage of the transaction.

Contact:

Lawrence Dennedy, President

Email: [email protected]

Tel: +1 212.929.5239